4//SEC Filing
Berkshire Fund VIII-A, L.P. 4
Accession 0000919574-16-012161
CIK 0001419852other
Filed
Mar 23, 8:00 PM ET
Accepted
Mar 24, 6:17 PM ET
Size
49.4 KB
Accession
0000919574-16-012161
Insider Transaction Report
Form 4
Berkshire Partners LLC
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total
Stockbridge Partners LLC
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes)
Berkshire Fund VIII, L.P.
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total
Berkshire Fund VIII-A, L.P.
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total
Stockbridge Fund, L.P.
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total
Transactions
- Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes)
Stockbridge Master Fund (OS), L.P.
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total
Berkshire Partners Holdings LLC
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total
BPSP, L.P.
10% Owner
Transactions
- Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total
Berkshire Investors III LLC
10% Owner
Transactions
- Purchase
Common Stock
2016-03-23$39.11/sh+1,099$42,980→ 17,791 total - Purchase
Common Stock
2016-03-22$36.78/sh+236$8,681→ 15,308 total - Purchase
Common Stock
2016-03-22$39.61/sh+177,707$7,038,299→ 4,113,728 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+44,260$1,681,309→ 3,904,624 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$37.99/sh+242$9,193→ 15,550 total - Purchase
Common Stock
2016-03-22$38.62/sh+31,397$1,212,445→ 3,936,021 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$38.62/sh+189$7,299→ 16,531 total - Purchase
Common Stock
2016-03-22$38.62/sh+171$6,603→ 15,721 total - Purchase
Common Stock
2016-03-22$39.61/sh+1,065$42,181→ 17,596 total - Purchase
Common Stock
2016-03-22$36.78/sh+43,238$1,590,493→ 3,860,364 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-22$39.61/sh+971$38,458→ 16,692 total - Purchase
Common Stock
2016-03-23$39.11/sh+164,845$6,446,791→ 4,278,573 total(indirect: See Footnotes) - Purchase
Common Stock
2016-03-23$39.11/sh+1,207$47,204→ 18,803 total - Purchase
Common Stock
2016-03-22$36.78/sh+259$9,527→ 16,077 total - Purchase
Common Stock
2016-03-22$37.99/sh+265$10,067→ 16,342 total
Footnotes (9)
- [F1]Represents shares that may be deemed to be indirectly beneficially owned by Berkshire Partners Holdings LLC ("BPH"), BPSP, L.P. ("BPSP"), Stockbridge Partners LLC ("SP") and Berkshire Partners LLC ("BP"). Berkshire Fund VIII, L.P. ("BF VIII") holds 1,200,531 shares of the Issuer's common stock, and Berkshire Fund VIII-A, L.P. ("BF VIII-A") holds 498,830 shares of the Issuer's common stock. Eighth Berkshire Associates LLC ("8BA") is the general partner of BF VIII and BF VIII-A. Stockbridge Fund, L.P. (f/k/a Stockbridge Special Situations Fund, L.P.) ("SF") holds 2,078,503 shares of the Issuer's common stock, Stockbridge Absolute Return Fund, L.P. ("SARF") holds 6,412 shares of the Issuer's common stock, Stockbridge Master Fund (OS), L.P. ("SOS") holds 187,154 shares of the Issuer's common stock and SP holds 507,952 shares of the Issuer's common stock on behalf of certain other accounts. Stockbridge Associates LLC ("SA") is the general partner of SF, SARF and SOS.
- [F2](Continued from Footnote 1) BPH is the general partner of BPSP, which is the managing member of each of SP, the registered investment adviser of SF, SARF and SOS as well certain other accounts holding shares of the Issuer, and BP, the registered investment adviser of BF VIII and BF VIII-A. As the managing member of SP and BP, BPSP may be deemed to beneficially own shares of common stock that are beneficially owned by SP and BP. As the general partner of BPSP, BPH may be deemed to beneficially own shares of common stock that are beneficially owned by BPSP. BPH, BPSP, BP, SP, 8BA and SA are under common control and may be deemed to be, but do not admit to being, a group for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended (the "Act"). Each of BPH, BPSP, BP, SP, 8BA and SA disclaims beneficial ownership of any securities except to the extent of its pecuniary interest therein.
- [F3]Represents shares held directly by Berkshire Investors III LLC. Berkshire Investors III LLC may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding common stock of the Issuer for purposes of Section 13(d)(3) of the Act.
- [F4]Represents shares held directly by Berkshire Investors IV LLC. Berkshire Investors IV LLC may be deemed to be, but does not admit to being, a member of a group holding over 10% of the outstanding common stock of the Issuer for purposes of Section 13(d)(3) of the Act.
- [F5]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $36.3500 - $37.3499, inclusive. The reporting persons undertake to provide to Mattress Firm Holding Corp., any security holder of Mattress Firm Holding Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- [F6]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $37.3500 - $38.3499, inclusive. The reporting persons undertake to provide to Mattress Firm Holding Corp., any security holder of Mattress Firm Holding Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- [F7]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $38.3500 - $39.3499, inclusive. The reporting persons undertake to provide to Mattress Firm Holding Corp., any security holder of Mattress Firm Holding Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- [F8]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $39.3500 - $39.8000, inclusive. The reporting persons undertake to provide to Mattress Firm Holding Corp., any security holder of Mattress Firm Holding Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
- [F9]The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $38.4450 - $39.4449, inclusive. The reporting persons undertake to provide to Mattress Firm Holding Corp., any security holder of Mattress Firm Holding Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
Documents
Issuer
MATTRESS FIRM HOLDING CORP.
CIK 0001419852
Entity typeother
IncorporatedDE
Related Parties
1- filerCIK 0001514454
Filing Metadata
- Form type
- 4
- Filed
- Mar 23, 8:00 PM ET
- Accepted
- Mar 24, 6:17 PM ET
- Size
- 49.4 KB